Form MGT-7

Form MGT-7

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Form MGT-7 – Annual Return

Form MGT-7 must be filed by all companies registered in India every year. Form MGT-7 is the form for filing annual return by a company. The due date for filing MGT-7 is 60 days from date of Annual General Meeting. The due date for conducting annual general meeting is on or before the 30th September following end of a financial year. Hence, the due date for filing form MGT-7 is normally the 29th of November. In this article, we look at the procedure for filing Form MGT-7 in detail.

Penalty for Not Filing MGT-7

The penalty for not filing annual return has been significantly increased in 2018 to Rs.100 per day of default. Hence, please ensure all MCA annual return or income tax return is filed before due date at the earliest.

Information Filed in Form MGT-7

In Form MGT-7, the company would have to declare the following information pertaining to the financial year for which the form is filed:

  1. Registered office, principal business activities, particulars of its holding, subsidiary and associate companies.
  2. Shares, debentures and other securities and shareholding pattern.
  3. Details of indebtedness.
  4. Details of members and debenture-holders along with changes therein since the close of the previous financial year
  5. Promoters, directors, key managerial personnel along with changes therein since the close of the previous financial year.
  6. Meetings of members or a class thereof, Board and its various committees along with attendance details.
  7. Remuneration of directors and key managerial personnel.
  8. Penalty or punishment imposed on the company, its directors or officers and details of compounding of offences and appeals made against such penalty or punishment;
  9. Matters relating to certification of compliances, disclosures as may be prescribed;
  10. Shareholding pattern of the company; and such other matters as required in the form.

To prepare and file form MGT-7, various financial and operation information pertaining to the financial year would be required. Hence, before preparing MGT-7 a copy of audited financial statement of the company would be required.

Documents Filed in Form MGT-7

The following documents must be filed with Form MGT-7:

  • List of shareholders, debenture holders would be mandatory in case of company having share capital.
  • Approval letter for extension of AGM would be mandatory if AGM due date was extended.
  • Copy of MGT-8 will be mandatory in case of a listed company or a company having paid up share capital of Ten Crore rupees or more or turnover of Fifty Crore rupees or more.

Signing MGT-7

Form MGT-7 of a small company or a one person company must be signed by the Director of a company using a class 2 digital signature or a company secretary in practice.

Section 92 of Companies Act

Section 92(1) of the Companies Act deals with the filing of MGT-7 or company annual return. Section 92 is reproduced below for reference:

Section 92(1): Every company shall prepare a return (hereinafter referred to as the annual return) in the prescribed form containing the particulars as they stood on the close of the financial year regarding—

(a) its registered office, principal business activities, particulars of its holding, subsidiary and associate companies;

(b) its shares, debentures and other securities and shareholding pattern;

(c) its indebtedness;

(d) its members and debenture-holders along with changes therein since the close of the previous financial year;

(e) its promoters, directors, key managerial personnel along with changes therein since the close of the previous financial year;

(f) meetings of members or a class thereof, Board and its various committees along with attendance details;

(g) remuneration of directors and key managerial personnel;

(h) penalty or punishment imposed on the company, its directors or officers and details of compounding of offences and appeals made against such penalty or punishment;

(i) matters relating to certification of compliances, disclosures as may be prescribed;

(j) details, as may be prescribed, in respect of shares held by or on behalf of the Foreign Institutional Investors indicating their names, addresses, countries of incorporation, registration and percentage of shareholding held by them; and

(k) such other matters as may be prescribed, and signed by a director and the company secretary, or where there is no company secretary, by a company secretary in practice:

Provided that in relation to One Person Company and small company, the annual return shall be signed by the company secretary, or where there is no company secretary, by the director of the company.

Download Form MGT-7

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